H.R. 2947

Securities Law Technical Corrections Act of 2009

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IIB

111th CONGRESS

1st Session

H. R. 2947

IN THE SENATE OF THE UNITED STATES

September 16, 2009

Received; read twice and referred to the Committee on Banking, Housing, and Urban Affairs

AN ACT

To amend the Federal securities laws to make technical corrections and to make conforming amendments related to the repeal of the Public Utility Holding Company Act of 1935.

1.

Short title

This Act may be cited as the Securities Law Technical Corrections Act of 2009.

2.

Technical corrections

(a)

Securities Act of 1933

The Securities Act of 1933 (15 U.S.C. 77a et seq.) is amended—

(1)

in section 3(a)(4) (15 U.S.C. 77c(a)(4)), by striking individual; and inserting individual,;

(2)

in section 18(b)(1)(C) (15 U.S.C. 77r(b)(1)(C)), by striking is a security and inserting a security;

(3)

in section 18(c)(2)(B)(i) (15 U.S.C. 77r(c)(2)(B)(i)), by striking State, or and inserting State or;

(4)

in section 19(d)(6)(A) (15 U.S.C. 77s(d)(6)(A)), by striking in paragraph (1) of (3) and inserting in paragraph (1) or (3); and

(5)

in section 27A(c)(1)(B)(ii) (15 U.S.C. 77z–2(c)(1)(B)(ii)), by striking business entity; and inserting business entity,.

(b)

Securities Exchange Act of 1934

The Securities Exchange Act of 1934 (15 U.S.C. 78 et seq.) is amended—

(1)

in section 2(1)(a) (15 U.S.C. 78b(1)(a)), by striking affected and inserting effected;

(2)

in section 3(a)(55)(A) (15 U.S.C. 78c(a)(55)(A)), by striking section 3(a)(12) of the Securities Exchange Act of 1934 and inserting section 3(a)(12) of this Act;

(3)

in section 3(g) (15 U.S.C. 78c(g)), by striking company, account person, or entity and inserting company, account, person, or entity;

(4)

in section 10A(i)(1)(B)(i) (15 U.S.C. 78j–1(i)(1)(B)(i)), by striking nonaudit and inserting non-audit;

(5)

in section 13(b)(1) (15 U.S.C. 78m(b)(1)), by striking earning statement and inserting earnings statement;

(6)

in section 15(b)(1) (15 U.S.C. 78o(b)(1))—

(A)

by striking the sentence beginning The order granting and ending from such membership. in subparagraph (B); and

(B)

by inserting such sentence in the matter following such subparagraph after are satisfied.;

(7)

in section 15 (15 U.S.C. 78o), by redesignating subsection (i), as added by section 303(f) of the Commodity Futures Modernization Act of 2000 (114 Stat. 2763A–455), as subsection (j);

(8)

in section 15C(a)(2) (15 U.S.C. 78o–5(a)(2))—

(A)

by redesignating clauses (i) and (ii) as subparagraphs (A) and (B), respectively;

(B)

by striking the sentence beginning The order granting and ending from such membership. in such subparagraph (B), as redesignated; and

(C)

by inserting such sentence in the matter following such redesignated subparagraph after are satisfied.;

(9)

in section 16(a)(2)(C) (15 U.S.C. 78p(a)(2)(C)), by striking section 206(b) and inserting section 206B;

(10)

in section 17(b)(1)(B) (15 U.S.C. 78q(b)(1)(B)), by striking 15A(k) gives and inserting 15A(k), give; and

(11)

in section 21C(c)(2) (15 U.S.C. 78u–3(c)(2)), by striking paragraph (1) subsection and inserting Paragraph (1).

(c)

Trust Indenture Act of 1939

The Trust Indenture Act of 1939 (15 U.S.C. 77aaa et seq.) is amended—

(1)

in section 304(b) (15 U.S.C. 77ddd(b)), by striking section 2 of such Act and inserting section 2(a) of such Act;

(2)

in section 313(a)(4) (15 U.S.C. 77mmm(a)(4)) by striking subsection 311 and inserting section 311(b); and

(3)

in section 317(a)(1) (15 U.S.C. 77qqq(a)(1)), by striking (1), and inserting (1).

(d)

Investment Company Act of 1940

The Investment Company Act of 1940 (15 U.S.C. 80a–1 et seq.) is amended—

(1)

in section 2(a)(19) (15 U.S.C. 80a–2(a)(19)) by striking clause (vi) both places it appears in the last two sentences and inserting clause (vii);

(2)

in section 9(b)(4)(B) (15 U.S.C. 80a–9(b)(4)(B)), by inserting or after the semicolon at the end;

(3)

in section 12(d)(1)(J) (15 U.S.C. 80a–12(d)(1)(J)), by striking any provision of this subsection and inserting any provision of this paragraph;

(4)

in section 13(a)(3) (15 U.S.C. 80a–13(a)(3)), by inserting or after the semicolon at the end;

(5)

in section 17(f)(4) (15 U.S.C. 80a–17(f)(4)), by striking No such member and inserting No member of a national securities exchange;

(6)

in section 17(f)(6) (15 U.S.C. 80a–17(f)(6)), by striking company may serve and inserting company, may serve; and

(7)

in section 61(a)(3)(B)(iii) (15 U.S.C. 80a–60(a)(3)(B)(iii))—

(A)

by striking paragraph (1) of section 205 and inserting section 205(a)(1); and

(B)

by striking clause (A) or (B) of that section and inserting section 205(b)(1) or (2).

(e)

Investment Advisers Act of 1940

The Investment Advisers Act of 1940 (15 U.S.C. 80b–1 et seq.) is amended—

(1)

in each of the following sections, by striking principal business office or principal place of business (whichever and wherever it appears) and inserting principal office and place of business: sections 203(c)(1)(A), 203(k)(4)(B), 213(a), 222(b), and 222(c) (15 U.S.C. 80b–3(c)(1)(A), 80b–3(k)(4)(B), 80b–13(a), 80b–18a(b), and 80b–18a(c)); and

(2)

in section 206(3) (15 U.S.C. 80b–6(3)), by inserting or after the semicolon at the end.

3.

Conforming amendments for the repeal of the Public Utility Holding Company Act of 1935

(a)

Securities Exchange Act of 1934

The Securities Exchange Act of 1934 (15 U.S.C. 78 et seq.) is amended—

(1)

in section 3(a)(47) (15 U.S.C. 78c(a)(47)), by striking the Public Utility Holding Company Act of 1935 (15 U.S.C. 79a et seq.),; and

(2)

in section 12(k) (15 U.S.C. 78l(k)), by amending paragraph (7) to read as follows: 

(7)

Definition

For purposes of this subsection, the term emergency means—

(A)

a major market disturbance characterized by or constituting—

(i)

sudden and excessive fluctuations of securities prices generally, or a substantial threat thereof, that threaten fair and orderly markets; or

(ii)

a substantial disruption of the safe or efficient operation of the national system for clearance and settlement of transactions in securities, or a substantial threat thereof; or

(B)

a major disturbance that substantially disrupts, or threatens to substantially disrupt—

(i)

the functioning of securities markets, investment companies, or any other significant portion or segment of the securities markets; or

(ii)

the transmission or processing of securities transactions.

.

(3)

in section 21(h)(2) (15 U.S.C. 78u(h)(2)), by striking section 18(c) of the Public Utility Holding Company Act of 1935,.

(b)

Trust Indenture Act of 1939

The Trust Indenture Act of 1939 (15 U.S.C. 77aaa et seq.) is amended—

(1)

in section 303 (15 U.S.C. 77ccc), by amending paragraph (17) to read as follows:

(17)

The terms Securities Act of 1933 and Securities Exchange Act of 1934 shall be deemed to refer, respectively, to such Acts, as amended, whether amended prior to or after the enactment of this title.

;

(2)

in section 308 (15 U.S.C. 77hhh), by striking Securities Act of 1933, the Securities Exchange Act of 1934, or the Public Utility Holding Company Act of 1935 each place it appears and inserting Securities Act of 1933 or the Securities Exchange Act of 1934;

(3)

in section 310 (15 U.S.C. 77jjj), by striking subsection (c) (including the preceding heading);

(4)

in section 311 (15 U.S.C. 77kkk) by striking subsection (c);

(5)

in section 323(b) (15 U.S.C. 77www(b)), by striking Securities Act of 1933, or the Securities Exchange Act of 1934, or the Public Utility Holding Company Act of 1935 and inserting Securities Act of 1933 or the Securities Exchange Act of 1934; and

(6)

in section 326 (15 U.S.C. 77zzz), by striking Securities Act of 1933, or the Securities Exchange Act of 1934, or the Public Utility Holding Company Act of 1935, and inserting Securities Act of 1933 or the Securities Exchange Act of 1934.

(c)

Investment Company Act of 1940

The Investment Company Act of 1940 (15 U.S.C. 80a–1 et seq.) is amended—

(1)

in section 2(a)(44) (15 U.S.C. 80a–2(a)(44)), by striking Public Utility Holding Company Act of 1935,;

(2)

in section 3(c) (15 U.S.C. 80a–3(c)), by amending paragraph (8) to read as follows:

(8)

[Repealed]

;

(3)

in section 38(b) (15 U.S.C. 80a–37(b)), by striking the Public Utility Holding Company Act of 1935,; and

(4)

in section 50 (15 U.S.C. 80a–49), by striking the Public Utility Holding Company Act of 1935,.

(d)

Investment Advisers Act of 1940

Section 202(a)(21) of the Investment Advisers Act of 1940 (15 U.S.C. 80b–2(a)(21)) is amended by striking Public Utility Holding Company Act of 1935,.

Passed the House of Representatives September 15, 2009.

Lorraine C. Miller,

Clerk.